APOLLO FINVEST (INDIA) LIMITED. CIN No.: L51900MH1985PLC036991 Unit No. 803, Morya Blue Moon, Veera Desai Industrial Estate, Andheri West, Mumbai, Maharashtra 400053 Email Id: [email protected]Contact No. 022-62231667/68 Date: 3 rd September, 2021 To, BSE Limited, The Corporate Relations Department, PJ Tower, Dalal Street, Fort, Mumbai– 400 001. Scrip Code: 512437 Sub: Annual Report and Notice of 35 th Annual General Meeting for the financial year 2020-21 Dear Sir/ Madam, Pursuant to Regulation 34(1) of the SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015, please find enclosed the Annual Report of the Company along with the Notice of the 35 th Annual General Meeting for FY 2020-21 The same is also available on the website of the Company www.apollofinvest.com. This is for your information and records. Thanking You, For Apollo Finvest India Limited Mikhil Innani Managing Director DIN: 02710749 Encl: As above
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APOLLO FINVEST (INDIA) LIMITED. CIN No.: L51900MH1985PLC036991 Unit No. 803, Morya Blue Moon, Veera Desai Industrial Estate, Andheri West, Mumbai, Maharashtra 400053 Email Id: [email protected] Contact No. 022-62231667/68
Date: 3rd September, 2021
To, BSE Limited, The Corporate Relations Department, PJ Tower, Dalal Street, Fort, Mumbai– 400 001. Scrip Code: 512437 Sub: Annual Report and Notice of 35th Annual General Meeting for the financial year 2020-21
Dear Sir/ Madam,
Pursuant to Regulation 34(1) of the SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015, please find enclosed the Annual Report of the Company along with the Notice of the 35th Annual General Meeting for FY 2020-21 The same is also available on the website of the Company www.apollofinvest.com. This is for your information and records. Thanking You, For Apollo Finvest India Limited Mikhil Innani Managing Director DIN: 02710749 Encl: As above
MS. URVI RATHOD Company Secretary and Compliance Officer
(upto May 25, 2021)
MS. ANKITA SHIRKECompany Secretary and Compliance Officer
(Effective from May 26, 2021)
Registrar &
Share Transfer Agents:LINK INTIME INDIA PVT LTD.
C-101, 247 Park, L.B.S. Road,
Vikhroli (West), Mumbai- 400083
TEL: 022-49186270/ 491
BankersIDBI Bank Limited
HDFC Bank Limited
Yes Bank Limited
ICICI Bank Limited
RBL Bank Limited
35th Annual Report 2020-2021
Contents
Chairperson's Letter 1-5
Management Discussion & Analysis Report 6-26
Notice 27-46
Director's Report 47-54
Annexure I - Related Party Disclosure (AOC-2) 55
Annexure II - Corporate Governance Report 56-67
Annexure III - Annual Report On Csr 68-70
Annexure IV - Secretarial Audit Report (MR-3) 71-74
Declaration on Code of Conduct 75
Chief Financial Officer Certification 76
Auditors' Report 77-86
Balance Sheet 87
Statement of Profit And Loss Account 88
Cash Flow Statement 89-90
Statement of Changes In Equity 91
Significant Accounting Policies and Notes to Accounts 92
35th Annual Report 2020-2021
What a year 2020 was . Historic, tragic and shambolic. There is no other way to start reflecting
on the year gone by without talking about the insane psychological trauma all our team members
have dealt with. It truly is a testament to the human spirit to see the kind of progress which has
been taking place across industries despite a constant cloud of negativity surrounding us
during these unprecedented times.
The pandemic has exposed the fragility of our healthcare ecosystem. The desperate tweets,
WhatsApp forwards, lack of hospital beds, absence of medication, vaccines, and the flood of
lifeless bodies are scars that none of us will forget!
This will result in 2 things:
● A brain drain: A set of folks convinced that there is no point to reside in a country like India.
They will begin making plans to leave the country.
● Second, it will give rise to revolutionaries, a set of folks who will rise from the ashes of this
calamity to build scalable infrastructures so that their children never have to go through
what they went through
With PharmEasy, I was fortunate to co-found a category-defining company in the Healthcare
space. Seeing the turmoil over the last year, though I am confident they will be one of the
champions we need for this re-build, I am certain they cannot do it alone. We need more
players to step up.
Chairperson's letter
1
35th Annual Report 2020-2021
2
Insights
The more I think about it, Financial inclusion becomes a fundamental d core aspect of this re- an
build. We cannot continue to be ok with 90% of India being outside the rails of formal credit. We have
built a credit ecosystem that simply apes the West rather than building for our citizens.
One may ask why have banks excluded 90% of India ?
Here's why: Most of India requires and can afford loans of only up to Rs 15,000. Most banks do not
sanction loans of less than Rs 100,000.
Why? Well, the cost for processing a loan for a bank is ~ Rs 4000. This includes the cost of
customer acquisition, paperwork, credit underwriting cost, etc. The unit economics of a Rs 15,000
loan does not make sense for a bank.
We need a fundamental re-think!
We need a category-defining company in the Financial services space The gauntlet has been thrown
down!
Without this, we take away any chance of growth for 90% of India. Without credit to build their dreams,
they are stuck living in mediocrity.
35th Annual Report 2020-2021
3
Luckily we have a solution & its called Digital Lending Using Digital Lending the cost of processing a
loan can be reduced up to 80%
Further, over the next decade, we will see the rise of aggregators and platforms as lending companies.
For them, the cost of customer acquisition is zero. This is a game-changer!
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4
What's next?
At Apollo Finvest our mission is the democratization of credit and enabling financial inclusion .
Financial inclusion is as basic as and a fundamental pillar to the future growth of our electricity
country. We are building the foundational rails for the next generation of lending companies
As for the Apollo team, I could not be proud. We went completely remote in early March 2020
and have not been back in the office since. We took this call to keep the safety and health of our
team as our number 1 priority but the fact that we have been able to do so without drops in
performance is due to the A+ attitude of our team members coupled with the phenomenal
organizational skills of our leaders .
Despite being a startup, we have always been thorough with our planning, processes, and
documentation. We think writing and detailing our ideas brings clarity of thought and makes
execution that much easier . This aspect of the company's working culture has shone through
over the last year and helped us operate smoothly in a remote environment.
35th Annual Report 2020-2021
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We have built an incredible foundation so far. In the coming year, we will be focused on building
out the team to drive the next generation of 10X growth for the company. This will be in the form
of 3-4 key hires. Head to our website to join aboard!
Mikhil Innani,
Chairperson
35th Annual Report 2020-2021
Management Discussion
&
Analysis Report
7
Business OutlookFintech like all internet businesses has gone through various phases of evolution over the last 5-7
years.
It all started with Fintech 1.0 which was very much like Internet 1.0 . Think companies like OLX
or Craigslist. Simply connecting the borrower and the lender with no control over the user
experience.
This did not work for a variety of reasons. A few reasons are mentioned below:
● Poor experience for borrowers
○ High rejection rates
○ Tedious application process
○ If approved, they would either get rejected after a few days for a random reason or
the disbursement of funds took days/weeks
● Unsustainable unit economics for Fintechs and no Intellectual property
○ Cost of customer acquisition went through the roof since Fintechs had no idea on the
kind of customers to be sourced
○ Barebones commission of 1%-2% received from lenders for only approved leads
○ All negative feedback of the borrowers were left on the Fintech's app slowly killing its
35th Annual Report 2020-2021
8
brand and trust index
○ Unable to create proprietary lending products or cater to customers outside the
spectrum of traditional lenders
● Amazing for Lenders
○ Received leads for free
○ Only paying Fintechs commission in the case of an approved lead
○ Complete control over the customer experience, underwriting, and collections
○ Pay the Fintech once for the borrower and then continue cross-selling other Financial
services to the borrower for free in the future
This model has slowly given way to Fintech 2.0 . This is very much like Internet 2.0 where
companies like Flipkart and Amazon operate on a mixed marketplace model.
Just like Amazon who enables other merchants to sell on its platform along with its close partners
like Cloudtail and allows other products to sell on its platform along with its own products like
Amazon basics, Alexa, etc, Fintechs are now not only connecting the borrowers and the lenders
but in about 30-40% of the cases also controlling the entire user experience by participating in the
underwriting, the collections, and product creation activity too through close partnerships with
NBFCs like Apollo Finvest.
35th Annual Report 2020-2021
9
The Fintech 2.0 model solves for many of the deficiencies we saw in the Fintech 1.0 model
specifically for Borrowers and Fintechs
● Better Experience for Borrowers since Fintech's participate in the
underwriting and collections
○ Higher approval rates
○ Easier application process
○ Money received by the borrowers in a matter of hours if not instantly
● A+ unit economics for Fintechs thanks to larger control over their lending
ecosystem and creation of Intellectual property
○ Lower cost of customer acquisition since Fintech's now have a clear idea of the type of
customers to acquire
○ Commissions driven model changed to a profit-sharing model where margins for
Fintechs can be as high as 15%-20%. Game-changing!
○ Positive experience for borrowers results in great app reviews leading to the creation
of a trustworthy and positive Fintech brand
○ Ability to create unique lending products and cater to customers outside the spectrum
of traditional lenders. This allows Fintechs to innovate!
Slowly but surely, Fintech's are taking more and more control over their ecosystem. While most
start at 30-40%, leaving the rest of their marketplace to the Fintech 1.0 model, we are seeing
Fintechs completely flip that ratio to having majority control in their marketplace to even 100%
control and abandoning the Fintech 1.0 model completely.
35th Annual Report 2020-2021
10
Fintech in the years to comeThere's something extremely interesting brewing in the Fintech world today�.
Platforms like Zomato, Swiggy, Ola, Uber, Flipkart, Amazon, Apple, etc. are gearing up to enter the
Fintech space. They are sensing an opportunity that aligns beautifully with their core businesses
and takes advantage of their platform strengths and positioning . If done right, Fintech can
be used to supercharge their businesses and drive the next generation of growth. We call this
Fintech 3.0.
Here Fintech's will not only control the underwriting, collections but also where and how efficiently
the capital is deployed
Let's break this down with an example.
Let's talk about a company on everybody's lips today, Zomato
● Zomato's north star metric is the number of order's delivered every day. The higher this
number, the better their business does
● Like most large internet platforms, the top 10-20% restaurants serve 70-80% of the orders
coming in on Zomato
● Zomato of course knows which are the top 10%-20% performing restaurants on its platform.
● Zomato needs revenue to justify its valuation. For this, Zomato has to grow. If Zomato has to
grow, the restaurants on its platform must process more orders. If restaurants have to
process more orders, they need more capacity. For more capacity, they need working capital
and scale. This is where Zomato comes in
● Capital is the easy part. Zomato's secret sauce would be to help restaurants scale using data.
35th Annual Report 2020-2021
11
For example: A certain pizza place doing well in a certain part of Mumbai would do great
even in a certain part of Delhi. This is the power of the Zomato platform analytics
● To put the icing on the cake , Zomato won't need to provide capital to restaurants. You see,
the growth requirements of most restaurants are largely similar. Think spaces, equipment,
staff, etc. Zomato will strike bulk deals with suppliers and pay them directly on behalf of the
restaurants. In this way, Zomato will not only ensure restaurants scale but scale efficiently
thanks to Zomato's economies of scale
● Zomato controls order's coming into these restaurants through its app. Using this data,
Zomato knows the future order's a restaurant is likely to receive. If a restaurant is financially
powered by Zomato, it could further boost their ranking on the app to attract more orders
for the restaurant. This solves for “Ability to pay”
● Zomato collects the money from the customers and pay's the restaurant. Zomato has the
ability to deduct a portion of every transaction to pay for the financing/infrastructure they
have provided the restaurant. This solves for “Intent to pay”
● Further, imagine a restaurant is given this infrastructure and does not perform well, Zomato
would simply replace the restaurant with another restaurant on its platform, and the
infrastructure continues being utilized
● Lastly, to further flex their muscles, Zomato could demand exclusive arrangements with
restaurants in exchange for scaling their operations significantly. Restaurants would jump at
this offer like a kid on a Mcdonald's Sundae . Restaurants have no loyalty to Zomato or
Swiggy. They would happily be exclusive with a platform if it would provide them with
attractive growth infrastructure and ultimately more money
● As all marketplaces evolve, exclusive supply will become more and more important to
differentiate against competitors
This example can be taken across any platform
35th Annual Report 2020-2021
12
Over the next decade, platforms will be the best lenders to their ecosystem participants. Platforms
will provide the most efficient path to growth forming a win-win relationship with their ecosystem
participants
Smart platforms will not enter lending to simply make interest income. Net interest margins
(NIM's) are a banks game. Synergies where 1+1 > 2 is where these mega-platforms operate.
Companies like these will only enter lending if it kills the friction to grow their platform. It's simply
a means to an end
A tsunami of capital about to enter the Fintech world with such structures and forever change
the landscape of lending. Of course, in order to do this, platforms will require a world-class
lending stack. This is where Apollo Finvest comes in. The Apollo stack enables ANY company to
start digital lending in 48 hours. We provide the complete lending infrastructure: The license, tech,
and the capital and as is evident in this post, we are extremely bullish on platform lenders going
into the next decade
Many people ask us for our predictions on the digital lending ecosystem. So we leave you with
this:
The Future Order of Power in the Digital Lending landscape. Platform Lenders like Zomato, Ola,
Uber, Swiggy, Amazon, Apple, etc
● Payment gateways
ο Payment gateways will provide Revenue Based Financing to the long tail i.e. the balance
80% of merchants operating on the internet platforms like the ones mentioned above
● Vertically specialized Fintech lenders
● Fintech's focussed on specific use cases or borrowers
о For example: Lending to Instagram/Youtube bloggers, D2C Online brands, Truck drivers,
etc.
● Horizontal/General Purpose Fintech Lenders
35th Annual Report 2020-2021
13
Before we talk about our Platform, Here are some interesting facts on the Industry:
● As per the Reserve Bank of India (RBI), the Indian economy contracted by 23.9% and 7.5%
in the first and second quarters of FY21 respectively owing to the pandemic, and is 1
estimated to decline at an average rate of 7.5% in the year.
● In order to mitigate the impact of COVID-19 , the RBI announced a moratorium for EMIs/
payments falling due from 1st March 2020 till 31 May 2020. This moratorium was further
extended to payments falling due till 31 August 2020
● The COVID-19 crisis resulted in layoffs, pay cuts and a consequent decrease in disposable
income. This resulted in an industry wide decline of approximately 70% in the number of 1personal and consumer loans sourced in Q1 FY21 compared to the previous quarter.
In the face of such adversity, its digital platforms like Apollo Finvest , which have powered on! At
Apollo, we recorded a 47% year-on-year increase in the number of loans disbursed.
Financial PerformanceWhat a whirlwind of a financial year it has been, owing to the devastating second wave of COVID-
19 that hit the nation and its economy .
Fortunately not only have we managed to survive, but thrive!
35th Annual Report 2020-2021
14
The digital finance landscape in India is charging forward:
● Small businesses are rapidly adopting digital modes of payments to conduct business. As
per a survey conducted by Bluehost, a web hosting solutions provider, 72% of the
recorded payments for MSME's were done through digital mode as compared to 28% of 2
cash transactions.
● Unified Payments Interface (UPI) processed a record 3.24 billion transactions in July 2021 .
UPI had crossed its 2 billion transactions mark in October 2020- which means a whopping 350% growth in volume in just 10 months.
The direction the industry has started to take is exactly how we envisaged!
In the same spirit, we onboarded many new Fintech partners who furthered our mission of
digitally accessible credit and financial inclusion in India . And with innovation and
experience, comes learning. While we were happy to forge new partnerships, we have consciously
turned away a few as well. In the past few years, and especially in the FY 2020-21, we have
consciously moved away from any kind of lending that requires borrowers to pay exorbitant
interest rates- typically observed in Pay-Day loan structures. For us, any kind of borrower
exploitation is a zero-tolerance zone!
35th Annual Report 2020-2021
15
In the grand scheme of things, the pandemic has pushed the technology industry leaps and
bounds. The same has been true for digital lenders. We see this momentum continuing and
becoming more apparent in our numbers, in the months ahead. At Apollo Finvest, we booked a
74% growth in revenue in Q4 21 as against Q4 20 - you may take that as the first sign!
35th Annual Report 2020-2021
16
Risk and Concern● High dependence on digital companies
○ The long term goal of our company is to democratise credit by working with online
and offline companies. That being said, today our partnerships are largely with
online companies. Internet companies and startups by definition can be
unpredictable and the fintech industry is nascent. Though we strongly believe
that over the long horizon of time every company, having transactions of any kind
inside it, will offer financial services where the Apollo platform can be used, in the
short term this space may be volatile until it matures. This may reflect in the
revenue's of Apollo Finvest.
● A severe rise of Covid-19 cases in India
○ Covid-19 has pushed digital companies 5-10 years forward in India . The adoption of
digital platforms and services is skyrocketing. While this is beneficial to platforms like
Apollo Finvest, a severe outbreak of Covid-19 leading to lock downs, job losses in the
country and any potential RBI actions like monitoriums can slow down the growth of any
kind of lending activity leading to a temporary fall in revenue's for lending platforms
like Apollo Finvest.
35th Annual Report 2020-2021
17
TechnologyOne of the many benefits that Fintechs get by partnering with Apollo, is the comprehensive
technology stack to kick start their digital lending efforts
This can be divided under 2 sets of offerings:
1. The all-mighty API Stack for digital lending
This is the rock-solid foundation on which 40+ companies have embarked on their lending journey
�
It's this API stack which enables fintech's to go live with us in under 48 hours!
We have cherry-picked the most fundamental APIs and created a Day-1 integrations guide to
make things easy for Fintechs. This bunch of fundamental APIs cover everything from KYC
Over the last 3+ years, Apollo has worked with 50+ fintechs and one of our secret weapons in
accomplishing this has been Sonic. Sonic is our in-house Loan Management System and
Credit rule engine.
Sonic is built on the foundation of the following core principles:
● Ease of Use
● Speed and Scale
● Flexibility
These are key tenets fundamental in working with modern fintechs who are constantly
building cutting edge products and have the need for speed to go live!
In 2020 we decided to make Sonic available to our Fintech partners in the form of Software
as a Service . It's simply the best and easiest way for digital lender's to manage their loan
book.
With this, we continued our goal to kill reinvention of the wheel in the fintech space so companies
can focus on truly innovative and IP creating products!
35th Annual Report 2020-2021
CSRAt Apollo, we aspire and dream to bring about a positive change in the world. We want to leave
the world in a better place than we found it.
This deep-rooted desire comes from our obsession with superheroes. We grew up watching
Captain Planet Power puff girls and to this date are first in line to watch every single Marvel or ,
DC superhero movie . Funnily enough, even our Loan Management System is named after a
superhero called Sonic.
Superheroes inspire us and we take every single opportunity to be just like them. At Apollo, we've
channeled this inspiration by supporting and evangelizing women's empowerment . We started
by developing and fostering a diverse team and now are proud to take the next steps in this
journey.
19
Our goal is to help educate young girls and give them access to something we were fortunate
enough to have at their age. Education has a multiplier effect on the growth of families,
communities, and countries! As the saying rightly goes 'If you educate a girl, you educate the
future .
35th Annual Report 2020-2021
20
We are so pleased, humbled, and honored to have sponsored & partnered with these 3 highly
passionate and super impactful organizations. Our interactions with them left us in awe and made
us realize that they are the real-world superheroes �
Milaan Foundation
● Milaan, in its 13 years of existence has educated and empowered 40,000 children in 4 states
in India. Its Girl Icon programme selects girl leaders at the grass-root level delivering
education and instigating collective social actions on issues that affect adolescent girls.
● This project creates young girl leaders within a community or village who act as support
systems to many other girls around them .
● Website: https://milaanfoundation.org
Nanhi Kali
● Nanhi Kali supports girls from low-income families to complete ten years of formal schooling;
the project has impacted the lives of over 450,000 girls (called Nanhi Kalis) from underserved
communities across the country .
● A disturbing majority number of girls usually drop out of school when they reach secondary
school due to reasons such as child marriage, menstruation, and other such social pressures.
This project is an afterschool program to fill in the gaps in these girls' formal education and
they have been very successful in ensuring that young girls do not drop out of schooling
early on.
● Website: https://www.nanhikali.org
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Parinaam Foundation
● Conceived in 2006, the Parinaam Foundation works with urban low-income communities to
bring them out of poverty through financial literacy and social inclusion .
● The foundation believes that lower-income communities in urban areas face many social and
psychological issues due to the clear disparity in wealth they see around them. This project
focuses on uplifting girls from such communities in urban areas by supporting their
education.
● Website: http://www.parinaam.org
Internal Control and Internal Audit SystemWe are following a proper and adequate system of internal controls in respect of all its activities
including safeguarding and protecting its assets against loss from unauthorized use or disposition.
Further, all transactions entered into by the company are fully authorised, recorded and reported
correctly.
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Human Resources● Gender Diversity
Not only are we diverse at Apollo, we are headed towards being women- centric. It's in our
DNA to be inclusive and it shows in our team composition:
● Team size and structure
We have a lean team. Hiring may be easy, but knowing when and how to hire has made all
the difference. We are a 25 member powerhouse:
35th Annual Report 2020-2021
23
● Young, Hungry and Agile
Our talent is young! Ours is a team which is always learning, on-its toes and brings the
enthusiasm of Day 1 to work, everyday.
35th Annual Report 2020-2021
24
We leave you with gratitude and appreciation for the confidence our shareholders have shown in
us over the years. Live long and prosper!
35th Annual Report 2020-2021
25
AppendixCitations:
1 PWC and Equifax Sector Performance Report, named 'Mapping the Indian retail lending
landscape' published in May 2021
2 Survey conducted by Bluehost, a web solutions provider to MSME's covered by CNBC India on 28
June, 2021
3 NPCI Statistics on UPI transactions covered by Business Standard on 2 August, 2021
35th Annual Report 2020-2021
26
Sr
No.
Key Financial
Ratios
FY 2019-
20
FY 2020-
21
Remarks
1 Current Ratio 1.35 1.64
The Company makes optimum use of its
Reserves and Surplus available to expand the
Operating activities and hence the Company has
been able to maintain a healthy Current Ratio
2 Debt Equity
Ratio
0.16 - The Company is currently using all funds
available with itself and has considerable less
amount of outside borrowing for conducting
business activities as a result of which the
company has been able to generate positive
returns for F Y 2019-20 and hence there is
reduction in Debt Equity ratio between the
3 Net Profit
Margin
23% 26%
The Company has maintained a healthy Net
Profit Margin ratio and has been able to attract
additional business as compared to previous
year as a result of which there is a significant
difference in Net Profit margin ratio as compared
to previous year.
4 Return on
Equity
27% 14%
The company has been successful in attracting
additional business and generating positive
returns from the same and thereby maintaining
a healthy Return on Equity for the Shareholders
Cautionary StatementThe Statement in this Management Discussion and Analysis report, describing the Company's
outlook, projections, estimates, expectations or predictions may be “Forward looking Statements”
within the meaning of applicable securities laws or regulations. Actual results could differ materially
from those expressed or implied in the statement due to external factors. The company assumes no
responsibility to publicly amend, modify or revise any forward looking statements on the basis of any
subsequent developments, information or events.
Details Of Significant Changes In Key
Financial RatiosDuring the year under review there were no significant changes in Key Financial Ratios of the
Company as compared to the previous financial year that is March 31, 2021.
35th Annual Report 2020-2021
27
th Notice To The 35 Annual General
Meeting
thNotice is hereby given that the 35 Annual General Meeting of Apollo Finvest (India) Limited will be
held on Tuesday, September 28, 2021 at 11.30 A.M. through Video Conferencing('VC') or Other
Audio Visual Means('OAVM'), to transact the following businesses:
Ordinary Business:
1. To receive, consider and adopt the Audited Balance Sheet as at March 31, 2021, the Statement
of Profit and Loss Account for the year ended March 31, 2021 and the Cash Flow Statement
along with the notes and Schedules for the year ended on that date together with the Report of
Directors' and Auditors' thereon.
“RESOLVED THAT the audited financial statements including the Audited Balance Sheet as at
March 31, 2021, the Statement of Profit and Loss Account for the year ended March 31, 2021
and the Cash Flow Statement along with the notes and Schedules for the year ended on that
date and the reports of the Board of Directors and Auditors thereon laid before this meeting,
be and are hereby considered and adopted.”
2. To consider appointment of a director in place of Ms. Diksha Nangia (DIN: 07380935 ) who
retires by rotation and being eligible , offers herself for re-appointment
To consider and if thought fit, to pass, with or without modification(s), the following resolution as
an Ordinary Resolution:
“RESOLVED THAT in accordance with the provisions of Section 152 and other applicable
provisions of the Companies Act, 2013, Ms. Diksha Nangia (DIN: 07380935 ) Whole-time ,
Director who retires by rotation at this meeting, be and is hereby re-re-appointed as a
Whole-time Director of the Company.”
Special Business:
3. To appoint Mr. Akash Saxena (DIN:09217893) as an Independent Director of the Company:
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:
“RESOLVED THAT Mr. Akash Saxena (DIN:09217893), who was appointed by the Board of
Directors as an Additional Director of the Company in the Board Meeting conducted on June
30, 2021 and who holds office up to the date of this Annual General Meeting of the Company
in terms of Section 161(1) of the Companies Act, 2013 (“Act”) and Articles of Association of the
Company who is eligible for appointment and in respect of whom the Company has received
35th Annual Report 2020-2021
28
a notice in writing from a Member under Section 160(1) of the Act proposing his candidature
for the office of Director of the Company, be and is hereby appointed as an Independent
Director of the Company.
RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 152 and other
applicable provisions, if any, of the Act, the Companies (Appointment and Qualifications of
Directors) Rules, 2014, read with Schedule IV to the Act and Regulation 16 and other
applicable regulations of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (''Listing Regulations''), as amended from time to
time, the appointment of Mr. Akash Saxena (DIN:09217893), who meets the criteria for
independence as provided in Section 149(6) of the Act along with the rules framed
thereunder, and Regulation 16(1)(b) of Listing Regulations and who has submitted a
declaration to that effect, be and is hereby appointed as an Independent Director of the
Company, not liable to retire by rotation, for a term of 5(Five) consecutive years commencing
from June 30, 2021 to June 29, 2026.
RESOLVED FURTHER THAT any Director(s) and/or the Company Secretary of the Company be
and is hereby authorised to do all acts, deeds and things including fillings and take steps as
may be deemed necessary, proper or expedient to give effect to this resolution and matters
incidental thereto.''
4. Payment of remuneration to Mr. Mikhil Innani (DIN: 02710749), Managing Director of the
Company
To consider and if thought fit, to pass, with or without modification(s), the following
resolution as an Ordinary Resolution:
”RESOLVED THAT pursuant to the provisions of Section 196,197, 203 and all other applicable
provisions, if any, of the Companies Act, 2013 and the rules made thereunder, read with Part
I and Section II of Part II of Schedule V (including any statutory modification or re-enactment
thereof for the time being in force) and such other approvals as may be necessary in this
regard, approval of the members of the Company be and is hereby accorded for payment of
remuneration to Mr. Mikhil Innani (DIN: 02710749) Managing Director of the Company, with
effect from April 1, 2021.
RESOLVED FURTHER THAT the remuneration paid / payable to Mr. Mikhil Innani, Managing
Director with effect from April 1, 2021, as approved by the Nomination and Remuneration
Committee shall be as under:
I. Salary: Such amount as may be decided by Board for the payment of remuneration on
monthly basis, but subject to the maximum upper limit including perquisites
mentioned at Category “A” given below shall not exceed Rs. 5,00,000/- per month.
35th Annual Report 2020-2021
29
II. Perquisite: Mr. Mikhil Innani will be allowed perquisites as specified in categories A, B
and C as given below.
Perquisites given at categories B and C as given below will be in addition to salary.
Category 'A’
a. Medical Reimbursement:
Reimbursement of all medical expenses incurred (including premium on Medical Insurance,
Hospitalisation, Nursing Home, Nursing, Dental and Optical treatment expenses) for Mr.
Mikhil Innani and his family subject to a ceiling of one-month salary in a year or three
months in a block of five years.
b. Leave Travel Concession:
For Mr. Mikhil Innani and his family once a year incurred in accordance with rules specified
by the Company.
c. Club Fees:
Fees of not more than two clubs excluding Admission and Life Membership Fees.
d. Personal Accident Insurance:
Annual premium shall not exceed Rs. 4,000/-
Category 'B’
a. Contributions to Provident Fund, Superannuation Fund, Annuity Fund.
The said contributions will not be included in the computation of ceiling on perquisites to the
extent these either single or put together are not taxable under the Income-Tax Act.
b. Encashment of leave at the end of the tenure.
The same will not be included in the computation of the ceiling on perquisites.
Category 'C’
a. Use of car & telephone at his residence for business purposes of the Company
b. Personal long distance call on telephone and use of car for Private purposes shall be billed by the
Company to Mr. Mikhil Innani.
I. Termination: The above contract of employment can be terminated by either side by
giving three months' notice in writing.
RESOLVED FURTHER THAT the Board of Directors and the Nomination and Remuneration
Committee be and are hereby severally authorized to revise, amend, alter and vary such terms
of re-appointment and remuneration so as to not exceed the limits specified in Schedule V to
35th Annual Report 2020-2021
30
the Companies Act, 2013, as may be agreed to by the Board of Directors and Mr. Mikhil Innani,
any further reference to the shareholders as to maximum limit to be decided in general meeting
and subject to the Articles of Association of the Company.
RESOLVED FURTHER THAT where in any financial year, during the tenure of Mr. Mikhil Innani as
Managing Director, the Company has no profits or its profits are inadequate, the Company will
pay remuneration by way of salary, perquisites and allowances as decided by the Board of
Director, subject to the limits and conditions prescribed under Schedule V of the Companies Act,
2013, as may be amended from time to time.
RESOLVED FURTHER THAT for the purpose of giving effect to the above resolution the Board of
Directors and/ or the Nomination and Remuneration Committee is/are authorized to do all such
acts, deeds, matters and things as may be considered it to be necessary or desirable in this
regard.
By Order of the Board of Directors,
Apollo Finvest (India) Limited
Date: August 24, 2021
Place: Mumbai Sd/-
Mikhil R. Innani
Managing Director
DIN: 02710749
Notes:
1. In view of the massive outbreak of the COVID-19 pandemic, social distancing is a norm to be
followed and pursuant to the Circular No. 14/2020 dated April 8, 2020, Circular No.17/2020
dated April 13, 2020 issued by the Ministry of Corporate Affairs followed by Circular No.
20/2020 dated May 5, 2020, General Circular No. 22/2020 dated June 15, 2020, General
Circular No. 33/2020 dated September 28, 2020, General Circular No. 39/2020 dated
December 31, 2020 and Circular no. 02/2021 dated January 13, 2021 (collectively “MCA
Circulars”) and Securities and Exchange Board of India (“SEBI”) vide its circular no.
SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 and circular no.
SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 (collectively “SEBI Circulars”), and
in compliance with the provisions of the Act and the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“Listing Regulations”), have permitted companies to
conduct AGM through VC or other audio visual means, subject to compliance of various
conditions mentioned therein. In compliance with the aforesaid MCA Circulars and SEBI
Circulars and the applicable provisions of Companies Act, 2013 and rules made thereunder,
and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the 35th AGM
of the Company is being convened and conducted through VC.
35th Annual Report 2020-2021
31
th2. Since the 35 AGM is being held through VC as per the MCA Circulars, physical attendance of
Members has been dispensed with. Accordingly, the facility for appointment of proxies by th
the Members will not be made available for the 35 AGM and hence the Proxy Form and
Attendance Slip are not annexed to this Notice .However, the Body Corporates are entitled to
appoint authorised representatives to attend AGM through VC/OAVM and participate and
cast their votes through e-voting.
3. The members can join the 35th AGM in the VC/OAVM mode 30 minutes before and after the
scheduled time of the commencement of the meeting by following the procedure mentioned
in the Notice of AGM. The facility of participation at the 35th AGM through VC/OAVM will be
made available for 1000 members on first come first served basis. This will not include large
Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional
Investors, Directors, Key Managerial Personnel, the Chairman of the Audit Committee,
Nomination and Remuneration Committee and Stakeholders Relationship Committee,
Auditors etc. who are allowed to attend the AGM without restriction on account of first come
first served basis.
4. The attendance of the members attending the AGM through VC/OAVM will be counted for
the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.
5. In line with the MCA and SEBI Circulars, the notice of the 35th AGM along with the Annual
Report 2020-21 are being sent only by electronic mode to those Members whose e-mail thaddresses are registered with the Company/Depositories. The Notice calling the 35 AGM
along with the Annual Report for 2020-2021 will be available on the website of the Company
at www.apollofinvest.com, on website of BSE Limited at www.bseindia.com. The AGM Notice
is also disseminated on the website of CDSL (agency for providing the Remote e-Voting
facility and e-voting system during the AGM i.e. www.evotingindia.com.
6. Corporate members intending to authorize their representatives to participate and vote at
the meeting are requested to submit a duly certified copy of the Board Resolution/ Power of
Attorney/other valid authority, authorising their representative to attend and vote along with
specimen signature of Authorised representative(s) by e-mail to [email protected]
before the commencement of the meeting.
7. In case of joint holders attending the AGM, the member whose name appears as the first
holder in the order of names as per Register of Member will be entitled to vote, provided the
votes are not already cast by remote e-voting.
8. All documents referred to in the accompanying Notice are open for inspection by the
members at the registered office of the company during the business hours on all working th
days except Saturday and Sunday up to the date of the 35 Annual General Meeting.
9. The Register of Members and the Share Transfer Books of the Company will remain closed
35th Annual Report 2020-2021
32
from Wednesday, September 22, 2021 to Tuesday, September 28, 2021 (both days inclusive).
10. Members desirous of seeking any information concerning the Accounts of the Company are
requested to address their queries in writing to the Company at least seven days before the
date of the meeting so that the requested information can be made available at the time of
the meeting.
11. Members who would like to express their views/ask question during the AGM may register
themselves as a speaker by sending their request, mentioning their name, Demat account
no./Folio No., email id, mobile number at [email protected] between September 17, 2021
to September 24, 2021. The shareholders who do not want to speak during the AGM but
have queries may send their queries mentioning their name, Demat account no./Folio No.,
email ID, mobile number to [email protected]. These queries will be suitably replied to by
the company by email.
12. Those shareholders who have registered themselves as a speaker will only be allowed to
express their views/ask questions during the meeting for a maximum time of 3(three)
minutes each, once the floor is open for shareholder queries. The company reserves the
right to restrict the number of speaker and number of questions depending on the
availability of time for the AGM.
13. For receiving all communication (including Notice and Annual Report) from the Company
electronically:
(a) Members holding shares in physical mode and who have not registered/ updated their
email addresses with the Company/ RTA are requested to register/ update the same by
writing to the Company/ RTA with details of their folio number and attaching a self-
attested copy of the PAN Card at [email protected] or to the Company's RTA at
Mr. Akash Saxena was appointed as an Additional Director (Independent capacity) of the Company
with effect from June 30, 2021, in accordance with the provisions of Section 161 of the Companies
Act, 2013, read with the Articles of Association of the Company. Pursuant to Section 161 of the
Companies Act, 2013, the above director holds office only up to the date of the ensuing Annual
General Meeting of the Company. The Board proposes to regularize his appointment and appoint
him as an Independent Director of the Company under Section 149 and Regulation 16(1)(b) of the
Listing Regulations, for one term of Five Years, commencing from June 30, 2021 to June 29, 2026.
Based on recommendation of Nomination and Remuneration Committee and in terms of the
provisions of Section 149, 152 read with Schedule IV and any other applicable provisions of the Act
and the Listing Regulations, Mr. Akash Saxena, being eligible for appointment as Independent
Director offers himself for appointment, is proposed to be appointed as an Independent Director
for one term of five consecutive years from June 30, 2021 up to June 29, 2026.
Copy of the draft letter for appointment of Mr. Akash Saxena as an Independent Director setting
out terms and conditions would be available for inspection without any fee by the members at the
Registered Office of the Company during office hours on all working days except public holidays
between 11.00 a.m. and 1.00 p.m. up to the date of the Annual General Meeting.
The Board is of the view that the appointment of Mr. Akash Saxena as an Independent Director is
desirable and would be beneficial to the Company and hence it recommends the said Resolution
No. 3 for approval by the members of the Company.
None of the Directors/Key Managerial Personnel of the Company/their relatives, except Mr. Akash
Saxena himself, is in any way concerned or interested, in the said resolution. The Board
recommends the said resolution to be passed as an Ordinary Resolution.
35th Annual Report 2020-2021
43
Brief Resume Of Director Seeking Appointment At The Ensuing Annual General Meeting:
Akash Saxena
July 18, 1975
46
June 30, 2021
Technology Sector
Masters in Computer Science from Arizona State University
Name
DOB
Age
Date of appointment
Expertise in specific
functional areas
Qualifications
Akash Saxena is SVP and Head of Technology at Hotstar, India's largest
premium streaming platform with more than 100,000 hours of drama and
movies in 9 languages, and coverage of every major global sporting event.
Prior to joining Hotstar, Akash led engineering at Craftsvilla, a niche e-
commerce player and TinyOwl, a food aggregator. Majority of his career was
built at OpenTable where he wore multiple hats and built teams from
scratch. His 20+ year career is split between the US and India and he has
always been a builder of startups and product companies.
Profile
N.ANo. of Board Meetings
attended in FY 21
NilDirectorship of other
Companies
NilChairman / Member of
the Committees of the
Board of the Companies
in which he is a Director
0Shareholding of the
Director in Apollo Finvest
(India) Limited (Number
of Shares)
NoneRelationship between
directors inter-se
35th Annual Report 2020-2021
44
Item No. 4:
Based on the recommendation of the Nomination and Remuneration Committee and Board of
Directors, it has been decided to revise remuneration to be paid/payable to Mr. Mikhil Innani,
Managing Director and CEO of the Company, subject to the approval of members/shareholders by
way of Ordinary Resolution.
Accordingly, the Board of Directors at its Meeting held on August 11, 2021 felt it prudent to
approach the Members of the Company seeking their approval by way of ordinary resolution to
approve the remuneration payable to the aforesaid managerial personnel for his remaining
tenure.
Having regard to the above, the resolution set out at item No. 4 has been proposed and the Board
of Directors recommend the same for your approval based on the recommendation of the
Nomination and Remuneration Committee.
I) General Information
1. Nature of Industry: Non – Banking Financial Company (NBFC)
2. Date of commencement of commercial production: Being a NBFC not applicable
3. Financial Performance based on given Indicators:
(Based on Audited Statement of Accounts for the year ended March 31, 2021)
Particulars Rs.
Total Income 15,93,10,840
Net Profit after Taxation 4,09,95,610
Paid-up Share Capital 3,73,12,080
Reserves & Surplus 25,39,72,784
4. Export Performance and Net Foreign Exchange Collaborations: The Company's products
are not exported. The Company has no foreign exchange collaborations.
5. Foreign Investments or Collaborators: Not applicable.
Information about the Appointee:
1. Background Details:
Mr. Mikhil Innani has completed his Masters in Management of Information Systems from
Carnegie Mellon University.He joined as the 6th employee and headed product at
CouponDunia. This became the no.1 coupons site in India and was acquired by Times
Internet in May 2014. He co-founded PharmEasy, a series C funded startup delivering
affordable healthcare to people's doorstep at the tap of a button. Prior to joining Apollo
35th Annual Report 2020-2021
Finvest (India) Limited, he led growth and consumer products at Hotstar, India's largest OTT
platform.
2. Past Remuneration:
As approved by Shareholder at their Annual General Meeting held on September 26, 2019,
not exceeding Rs.5,00,000 per month.
3. Job profile and his suitability:
Mr. Mikhil Innani, has been appointed as the Managing Director & CEO of the Company. He
will be in charge of overall management subject to directions, supervision and control of the
Board of the Directors of the Company. His sincere efforts and dedication has been a major
source for the growth of the Company.
Taking into consideration his qualifications and expertise in the relevant fields, he is suited
for the responsibilities assigned to him by the Board of Directors.
4. Remuneration proposed:
Remuneration is as per recommendations of the Nomination & Remuneration Committee
and same has been given in detail in the proposed resolution.
5. Comparative Remuneration profile with respect to industry, size of the Company, profile of
the position and person:
Considering the size of Company, the profile of Mr. Mikhil Innani, the responsibilities
shouldered by him and the industry benchmarks, the remuneration proposed to be paid to
him is commensurate with the remuneration packages paid to similar appointees in other
companies.
6. Pecuniary relationship directly or indirectly with the Company or relationship with the
managerial personnel:
Besides the remuneration proposed to be paid to Mr. Mikhil Innani, he does not have any
other pecuniary relationship with the Company or relationships with any other managerial
personnel and Directors except with Ms. Diksha Nangia who is wife of Mr. Mikhil Innani.
Other Information:
1. Reasons of loss or inadequate profits: Not Applicable
2. Steps taken or proposed to be taken for improvement and expected increase in productivity
and profits in measurable terms: Not Applicable
45
35th Annual Report 2020-2021
46
3. Expected increase in productivity and profits in measurable terms: Not Applicable
Disclosures:
Necessary disclosures have been made in the Director's Report under the heading Corporate
Governance included in the Corporate Governance.
The Board, accordingly, recommends the resolution of Item No. 4 of the Notice for the approval of
the members.
35th Annual Report 2020-2021
By Order of the Board of Directors,
Apollo Finvest (India) Limited
Sd/-
Mikhil Innani
Managing Director
DIN: 02710749
Sd/-
Diksha Nangia
Director & CFO
Date: August 24, 2021 DIN: 07380935
Place: Mumbai
47
Directors' ReportDear Members,
thYour Directors are pleased to present the 35 Annual Report along with the Audited Financial
Statements of the Company for the Financial Year ended March 31, 2021.
1. Financial Summary:
(Amount in Rupees)
Particulars For the year ended For the year ended
March 31, 2021 March 31, 2020
Gross Sales and other Income 15,93,10,840 28,81,05,155
Profit before Depreciation and Tax 58,249,685 93,050,340
Less: Depreciation (22,04,347) (15,32,373)
Profit before Tax 5,60,45,338 9,15,17,967
Less: Tax Expenses (150,49,728) (250,81,276)
Net Profit after tax 4,09,95,610 6,64,36,691
2. Operational Review:
For the Financial Year ended March 31, 2021, your Company has earned a profit after tax of
Rs. 4,09,95,610/- (Rupees Four Crore Nine Lakh Ninety Five Thousand Six Hundred and Ten
Only) as compared to Rs. 6,64,36,691/- (Rupees Six Crore Sixty-Four Lakh Thirty Six Thousand
Six Hundred and Ninety One Only) in the previous year. The Net Worth of the Company has
increased to Rs.29,10,88,864/-(Rupees Twenty Nine Crore Ten Lakh Eighty Eight Thousand
Eight Hundred Sixty Four Only) as compared to Rs. 25,01,72,807.15/- ((Rupees Twenty Five
Crore One Lakh Seventy Two Thousand Eight Hundred and Seven Only) in the Previous Year.
3. Changes in Nature of Business:
There were no material changes and commitments affecting the financial position of the
Company which occurred between the end of the financial year to which these financial
statements relate and the date of this report.
4. Dividend:
With a view to strengthen the financial position and the future growth of the Company, your
Directors have not recommended payment of dividend for the financial year ended March 31,
2021.
35th Annual Report 2020-2021
48
5. Reserves:
As on March 31, 2021 the reserves and surplus has increased to Rs. 25,39,72,784/- as
compared to Rs. Rs.21,30,56,727/- achieved during the last year. During the year under
review, the company has transferred an amount of Rs. 81,99,122/- to the Statutory Reserve
pursuant to Section 45-IC of RBI Act, 1934.
6. Adequacy of Internal Financial Controls:
The Company has an Internal Control System, commensurate with the size, scale and
complexity of its operations. To maintain its objectivity and independence, the Internal Audit
function reports to the Chairman of the Audit Committee and to the Chairman & Managing
Director of the Company.
7. Deposits:
The Company has not accepted any deposits within the meaning of Section 73(1) and 74 of
the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014
(including any statutory modification(s) or re-enactment(s) thereof for time being in force.
8. Particulars of Loans, Guarantees , Securities or Investments:
Information regarding Loans, guarantees and investments covered under the provisions of
Section 186 of the Companies Act, 2013 is given in detail in the Note "15" of the Financial
Statements.
9. Statement on Declaration Given by the Independent Directors under
Section 149(6) Of The Companies Act, 2013:
The Company has received declarations from all the Independent Directors confirming that
they meet the criteria of Independence as prescribed under the provisions of the Companies
Act, 2013 read with the Schedules and Rules issued thereunder as well as Regulation 16 of
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 including any
Statutory modification(s) or re-enactment(s) thereof for the time being in force.
10. Statement on Integrity, Expertise and Experience of Independent Directors:
As per Rule 8(5)(iii)(a) of the Company (Accounts) Rules, 2014 the company has received
declarations from all the Independent Directors regarding their Integrity, Expertise and
Experience.
11. Details of Subsidiary / Joint Venture/Associate Company:
Pursuant to provisions of Companies Act, 2013, the Company does not have any Subsidiary/
Joint Venture and Associate Companies.
35th Annual Report 2020-2021
49
12. Number of Meetings of Board and Committees:
The details of the meeting of Board of Directors and Committees, convened during the
Financial Year 2020-2021 are given in the Corporate Governance Report which forms the part
of this Annual Report as “Annexure II”.
13. Formal Annual Evaluation of the Performance of Board, Its Committees and
Directors:
Pursuant to the provisions of the Companies Act, 2013 read with the Rules issued there
under, Regulation 17(10) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the evaluation of the Annual Performance of the Directors/ Board/
Committees was carried out for the Financial Year 2020-2021.
The Details of evaluation process are set out in the Corporate Governance Report which
forms the part of this Annual Report.
14. Directors and Key Managerial Personnel
During the year under review, Ms. Urvi Rathod resigned as Company Secretary & Compliance
officer of the Company on May 25, 2021.
Ms. Ankita Shirke was appointed as Company Secretary & Compliance Officer of the
Company with effect from May 26, 2021.
Mr. Akash Saxena was appointed as an Additional Director (Independent capacity) by the
Board of Directors at their meeting held on June 30, 2021. The Board proposes regularization
of appointment of Mr. Akash Saxena as an Independent Director for a period of 5(Five) years
i.e. from June 30, 2021 to June 29, 2026 at the ensuing Annual General Meeting of the
Company.
15. Contract or Arrangement with Related Parties:
All the related party transactions that were entered into during the financial year were on
arm's length basis and were in the ordinary course of the business as per the details given in
AOC-2 annexed as Annexure “I”. There were no materially significant related party transactions
made by the Company with the Promoters, Key Managerial Personnel or other designated
persons which may have potential conflict of interest with the Company at large.
16. Conservation of Energy, Technology Absorption and Foreign Exchange
Earnings and Outgo:
A. Conservation of energy - Sub-rule 3(A) of Rule 8 of the Companies (Accounts) Rules, 2014
pertaining to the Conservation of energy is not applicable to the Company.
35th Annual Report 2020-2021
50
B. Technology Absorption - Sub-rule 3(B) of Rule 8 of the Companies (Accounts) Rules, 2014
pertaining to the Technology Absorption is not applicable to the Company.
C. Foreign exchange earnings and Outgo: There were no foreign exchange earnings or out
flows during the year under review.
17. Statutory Auditors and their Report:
Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Companies
(Audit and Auditors) Rules, 2014, M/s. GMJ & Co, Chartered Accountants, the Statutory
Auditors of the Company were appointed for a term of 5 (Five) years w.e.f. April 1,2017 to thhold office until the conclusion of the 36 AGM of the Company. The Company has received
an eligibility letter from them that their appointment continues to be in conformity conditions
specified in Section 139 of the Companies Act, 2013.
The Audit report submitted by M/s. GMJ & Co, Chartered Accountants, for the FY 2020 – 2021
does not contain any qualifications, reservation or adverse remark or disclaimer.
18. Secretarial Auditors and their Report:
Pursuant to provisions of section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has
appointed M/s. GMJ & Associates, Practicing Company Secretaries, Mumbai to undertake the
Secretarial Audit of the Company for the financial year 2021-22.
As required under section 204 (1) of the Companies Act, 2013 the Company has obtained a
Secretarial Audit Report from M/s. GMJ & Associates, Practicing Company Secretaries,
Mumbai for the financial year 2020-2021 and the same is annexed herewith to this Report as
“Annexure IV”. The Secretarial Audit Report does not contain any qualifications, reservations or
adverse remark.
19. Familiarization Programme for Independent Directors:
All new Independent Directors inducted into the Board attend orientation programme.
Further, at the time of appointment of Independent Director, the Company issues a formal
letter of appointment outlining his/ her role, functions, duties and responsibilities.
20. Share Capital and Changes therein:
The paid up equity share capital as at March 31, 2021 was Rs.37,312,080/- divided into
3,731,208 Equity Shares having face value of Rs. 10/- each fully paid up. There was no public
issue, rights issue, bonus issue or preferential issue etc. during the year. The Company has
not issued shares with differential voting rights, sweat equity shares nor has it granted any
stock options.
35th Annual Report 2020-2021
51
21. Disclosure of Remuneration Paid to Director, Key Managerial Personnel and
Employees:
a. The Company had no employee drawing salary/remuneration in excess of
Remuneration limits prescribed as per Rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014.
b. The Details with regards to the payment of Remuneration to the Directors and Key
Managerial Personnel is provided in Form form MGT-7 (annual return) as placed on
4. Details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule
8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable (attach
the report): Not applicable
5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the
Companies (Corporate Social Responsibility Policy) Rules, 2014 and amount required for set
off for the financial year, if any: Not applicable
6. Average Net profit of the Company as per Section 135(5): 3,75,26
7. a) Two percent of average net profit of the company as per section 135(5): 7,50,524
b) Surplus arising out of the CSR projects or programmes or activities of the previous
financial years: Nil
c) Amount required to be set off for the financial year, if any: Nil
d) Total CSR obligation for the financial year (7a+7b-7c): 7,50,524
8. (a) CSR amount spent or unspent for the financial year:
Total Amount
Spent for the
Financial
Year. (in Rs.)
Total Amount transferred
to Unspent CSR Account as
per section 135(6).
Amount transferred to any fund
specified under Schedule VII as per
second proviso to section 135(5).
Amount
Date of
Transfer Name of the
Fund Amount Date of
transfer
7,50,524 Not applicable
35th Annual Report 2020-2021
70
(b) Details of CSR amount spent against ongoing projects for the financial year:
(c ) Details of CSR amount spent against other than ongoing projects for the financial year:
Not Applicable
(d) Amount spent in Administrative overheads: NIL
(e) Amount spent on Impact Assessment, if applicable: Not applicable
(f) Total amount spent for the Financial Year (8b+8c+8d+8e): 7,50,524
(g) Excess amount for set off, if any: NIL
9. (a) Details of Unspent CSR amount for the preceding three financial years: Not applicable
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding
financial year(s): Not applicable
10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so
created or acquired through CSR spent in the financial year: Not applicable
Specify the reason(s), if the company has failed to spend two per cent of the average net
profit as per section 135(5): Not applicable
SI
No.
Name of the
Project
Item from
the list of
activities in
Schedule VII
to the Act
Local
area
(Yes/No)
Location of the
project
Project
duration
Amount
allocated
for the project
(in Rs.)
Amount
transfer
red to
Unspent
CSR
Account
for the
project
as per
section
135(6)
(in Rs.)
Mode of
Impleme
ntation -
Direct
(Yes/No)
Mode of
Implem
entation
-
Through
Implem
enting
Agency
State District
1 Project Nanhi
Kali
ii. Education No Andhra
Pradesh
Vishaka
patnam
12
months
271000 Nil No Nanhi
Kali
2
The Girls Icon
Project
ii. Education
No
Uttar
Pradesh,
Ambed
kar
Nagar
18
months
300000 Nil
No
Millan
Founda
tion
3
Parinaam's
Academic
Adoption
Programme
(AAP)
ii. Education
No
Bangal
ore
Bangal
ore
12
months
180000
Nil
No
Parina
m
Founda
tion
35th Annual Report 2020-2021
71
Annexure IV
Form No. MR - 3
Secretarial Audit Report
stFor The Financial Year Ended 31 March, 2021
(Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014)
To,
The Members,
Apollo Finvest (India) Limitedth
Unit No. 803, Blue Moon, 8 Floor,
Veera Industrial Estate, New Link Road,
Opp. Laxmi Industrial Estate, Andheri (West),
Mumbai - 400 053
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and
the adherence to good corporate practices by Apollo Finvest (India) Limited (hereinafter called “the
Company”). Secretarial Audit was conducted in a manner that provided us a reasonable basis for
evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.
Based on our verification of the company's books, papers, minute books, forms and returns filed
and other records maintained by the Company and also the information provided by the
Company, its officers, agents and authorized representatives during the conduct of Secretarial
Audit, we hereby report that in our opinion, the Company has, during the audit period covering st
the financial year ended on 31 March, 2021 complied with the statutory provisions of the
applicable acts listed hereunder and also that the Company has proper Board processes and
compliance mechanism in place to the extent, in the manner and subject to the reporting made
hereinafter.
We have examined the books, papers, minute books, forms and returns filed and other records stmaintained by the Company, for the financial year ended on 31 March, 2021 according to the
provisions of:
i. The Companies Act, 2013 (“the Act”) and the rules made thereunder;
ii. The Securities Contracts (Regulation) Act, 1956 ('SCRA') and the rules made thereunder;
iii. The Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018
and the Regulations and Bye-laws framed thereunder;
iv. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to
35th Annual Report 2020-2021
72
the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial
Borrowings;
v. The following Regulations and Guidelines prescribed under the Securities and Exchange Board
of India Act, 1992 (“SEBI Act”) viz:-
a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and
Takeover) Regulations, 2011;
b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations,
2015;
c) The Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015;
d) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer
Agents) Regulations, 1993 regarding the Companies Act and dealing with client;
e) The Securities and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2018; [Not applicable during the period of audit].
f) The Securities and Exchange Board of India (Employee Stock Option Scheme and
Employee Stock Purchase Scheme) Guidelines, 1999 and SEBI (Share based Employee
Benefits) Regulations, 2014; [Not applicable during the period of audit].
g) The Securities and Exchange Board of India (Issue and Listing of Debt Securities)
Regulations, 2008; [Not applicable during the period of audit].
h) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009;
[Not applicable during the period of audit].
i) The Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018;
[Not applicable during the period of audit].
vi. We have relied on the representation made by the Company and its Officers for systems and
mechanism formed by the Company for compliances under other Acts, Laws and Regulations
applicable to the Company as follows:
a) The RBI Act, 1934
b) The Finance Act, 1994.
c) Chapter V of the Finance Act, 1994.
We have also examined compliance with the applicable clauses of the following:
a) Secretarial Standards issued by The Institute of Company Secretaries of India;
b) The Listing Agreement entered into by the Company with BSE Limited read with the
35th Annual Report 2020-2021
73
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
During the period under review, the Company has complied with the provisions of the Act, Rules,
Regulations, Guidelines, Standards, etc. mentioned above.
We further report that -
The Board of Directors of the Company is duly constituted with proper balance of Executive
Directors, Non-Executive Directors and Independent Directors. The changes in the composition of
the Board of Directors that took place during the period under review were carried out in
compliance with the provisions of the Act.
Adequate notice is given to all Directors to schedule the Board Meetings, Committee Meetings,
Agenda and detailed notes on agenda were sent well in advance and a system exists for seeking
and obtaining further information and clarifications on the agenda items before the meeting and
for meaningful participation at the meeting. As per the minutes of the meetings duly recorded and
signed by the Chairman, the decisions of the Board were unanimous and no dissenting views have
been recorded.
We further report that based on the information provided and the representation made by the
Chief Financial Officer/Company Secretary, taken on record by the Board of Directors of the
Company, in our opinion, adequate systems and processes in the Company commensurate with the
size and operations of the Company to monitor and ensure compliance with applicable laws, rules,
regulations and guidelines.
We further report that during the audit period under review, the Company has not undertaken
event/action(s) having a major bearing on the Company's affairs in pursuance of the above referred
laws, rules, regulations, guidelines, standards etc.
For GMJ & ASSOCIATES
Company Secretaries
Sd/-
[CS PRABHAT MAHESHWARI]
PARTNER
M. No. : FCS 2405
COP No.: 1432
UDIN: F002405C000598231
PLACE: MUMBAI
thDATE: 8 July, 2021
Note: This report is to be read with our letter of even date that is annexed as Annexure I and forms
an integral part of this report.
35th Annual Report 2020-2021
74
'ANNEXURE I' to Secretarial Audit Report
To,
The Members,
Apollo Finvest (India) LimitedthUnit No. 803, Blue Moon, 8 Floor,
Veera Industrial Estate, New Link Road,
Opp. Laxmi Industrial Estate, Andheri (West),
Mumbai - 400 053
Our report of even date is to be read along with this letter.
1. Maintenance of secretarial records is the responsibility of management of the Company. Our
responsibility is to express an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain
reasonable assurance about the correctness of the contents of the Secretarial records. The
verification was done on test basis to ensure that correct facts are reflected in secretarial
records. We believe that the processes and practices, we followed provide a reasonable basis
for our opinion.
3. We have not verified the correctness and appropriateness of financial records and books of
accounts of the Company.
4. Wherever required, we have obtained the Management Representation about the
compliance of laws, rules, regulations and happening of events, etc.
5. The compliance of the provisions of corporate and other applicable laws, rules, regulations
and standards is the responsibility of the management. Our examination was limited to the
verification of procedures on test basis.
6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company
nor of the efficacy or effectiveness with which the management has conducted the affairs of
the Company.
7. We have verified the Documents provided by the Company through Virtual Private Network
(VPN) for audit purpose due to COVID-19 restrictions in Maharashtra, Mumbai, physical
examination of documents is not possible.
For GMJ & ASSOCIATES
Sd/-
Company Secretaries
[CS PRABHAT MAHESHWARI]
PARTNER
M. No. : FCS 2405
COP No.: 1432
UDIN: F002405C000598231
PLACE: MUMBAI thDATE: 8 July, 2021
35th Annual Report 2020-2021
75
Code of Conduct Declaration
Declaration of Compliance with the Code of Conduct
I hereby confirm that-
The Company has obtained from all members of the Board and Senior Management Personnel,
affirmation(s) that they have complied with the Code of Conduct for Board Members and Senior
Management Personnel in respect of the Financial Year March 31, 2021.
Yours faithfully,
Sd/-
Mikhil R. Innani
Managing Director
Place: Mumbai
Date: August 24, 2021
35th Annual Report 2020-2021
Chief Financial Officer Certification
To
Board of Directors
Apollo Finvest (India) Limited
I, Diksha Nangia, Chief Financial Officer and Whole Time Director, of Apollo Finvest (India) Limited,
to the best of my knowledge and belief, certify that:
1. I have reviewed the financial statements for the year and that to the best of my knowledge
and belief:
a) these statements do not contain any materially untrue statements or omit any material
fact or contain statements that might be misleading;
b) these statements present a true and fair view of the state of affairs of the Company and
of the results of operations and cash flows. The financial statements have been
prepared in conformity, in all material respects, with the existing generally accepted
accounting principles including Accounting Standards, applicable laws and regulations.
2. There are, to the best of my knowledge and belief, no transactions entered into by the
Company during the year which are fraudulent, illegal or violative of the Company's code of
conduct.
3. I accept overall responsibility for establishing and monitoring the Company's internal control
system for financial reporting and evaluating its effectiveness. Internal audit function
monitors the internal control system for financial reporting, which encompasses the
examination and evaluation of the adequacy and effectiveness. Internal audit works with all
levels of management and statutory auditors, and reports significant issues to the Audit
Committee of the Board. The Auditors and Audit Committee are appraised of any corrective
action taken with regards to significant deficiencies and material weakness.
4. I indicate, based in my most recent evaluation, wherever applicable, to the Auditors and the
Audit Committee:
a) significant changes in internal control over financial reporting during the year;
b) significant changes in accounting policies during the year; and
c) Instances of significant fraud of which we have become aware of laws and which
involve management or other employees who have significant role in the Company's
internal control system over financial reporting.
Place: Mumbai
Date: August 24, 2021 Yours faithfully,
Sd/-
Diksha Nangia
Chief Financial Officer & Whole Time Director
76
35th Annual Report 2020-2021
77
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF APOLLO FINVEST (INDIA) LIMITED
Report on the Audit of the Ind AS Financial Statements
Opinion
We have audited the accompanying Ind AS financial statements of Apollo Finvest (India) Limited (“the Company”) which
comprise the Balance Sheet as at March 31, 2021, the Statement of Profit and Loss (including Other Comprehensive
Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and
notes to financial statements, including a summary of significant accounting policies (hereinafter referred to as the “the
Ind AS financial statements”).
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Ind AS
financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and
give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act
read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting
principles generally accepted in India, of the state of affairs of the Company as at March 31, 2021, and the profit and
total comprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act.
Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the
Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics
issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our
audit of the Ind AS financial statements under the provisions of the Act and the Rules made thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We
believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the
Ind AS financial statements.
Emphasis of Matter
We draw attention to Note 52 to the Ind AS financial statements, which describes the uncertainty caused by COVID -19
pandemic with respect to the company's estimates of impairment of loans to customers and that such estimates may be
affected by the severity and duration of the pandemic. Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Ind
AS financial statements of the current period. These matters were addressed in the context of our audit of the Ind AS
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.
35th Annual Report 2020-2021
78
Sr. No. Key Audit Matter How was the matter addressed in our audit
1. Accuracy in identification and
categorisation of loans and advances
receivable from financing activities as
performing and non-performing
assets and in ensuring appropriate
asset classification, existence of
security, income recognition,
provisioning/ write off thereof and
completeness of disclosure including
compliance in accordance with the
applicable extant guidelines issued
by Reserve Bank of India (RBI).
We have assessed the systems and processes laid down by the
company to appropriately identify and classify the loans and
advances receivables from financing activities including those in
place to ensure correct classification, income recognition and
provisioning/write off including of Non-performing assets as per
applicable RBI guidelines.
The audit approach included testing the existence and
effectiveness of the control environment laid down by the
management and conducting of substantive verification on
selected sample transactions in accordance with the principles laid
down in the Standards on Auditing and other guidance issued by
Institute of Chartered Accountants of India.
Agreements entered into regarding significant transactions
including related to loans have been examined to ensure
compliance.
Compliance with material disclosure requirements prescribed by
RBI guidelines and other statutory requirements have been
verified.
2. Impairment of financial assets
(expected credit loss) (as described in
note 42 of the Ind AS financial
statements)
Ind AS 109 requires the Company to
recognise impairment loss allowance
towards its financial assets
(designated at amortised cost and fair
value through other comprehensive
income) using the expected credit
loss (ECL) approach. Such ECL
allowance is required to be measured
considering the guiding principles of
Ind AS 109 including:
● unbiased, probability weighted
outcome under various
scenarios;
● time value of money;
● impact arising from forward
looking macro-economic factors
and;
● availability of reasonable and
supportable information without
undue costs.
● We read and assessed the Company's accounting policies for
impairment of financial assets and their compliance with Ind
AS 109.
● We tested the criteria for staging of loans based on their past-
due status to check compliance with requirement of Ind AS
109. Tested a sample of performing (stage 1) loans to assess
whether any loss indicators were present requiring them to be
classified under stage 2 or 3 and vice versa.
● We evaluated the reasonableness of the Management
estimates by understanding the process of ECL estimation
and tested the controls around data extraction and validation.
● Tested the ECL model, including assumptions and underlying
Computation
● Assessed the floor/minimum rates of provisioning applied by
the Company for loan products with inadequate historical
defaults.
Audited disclosures included in the Ind AS financial statements in
respect of expected credit losses.
35th Annual Report 2020-2021
79
Sr. No. Key Audit Matter How was the matter addressed in our audit
Applying these principles involves
significant estimation in various
aspects, such as:
● grouping of borrowers based on
homogeneity by using
appropriate statistical techniques;
● staging of loans and estimation
of behavioral life;
● determining macro-economic
factors impacting credit quality
of receivables;
● Estimation of losses for loan
products with no / minimal
historical defaults.
Considering the significance of such
allowance to the overall financial
statements and the degree of
estimation involved in computation
of expected credit losses, this area is
considered as a key audit matter.
Other information
The Company's Board of Directors is responsible for the other information. The other information comprises the
Directors' Report including Annexures to Directors' Report and Corporate Governance, but does not include the Ind AS
financial statements and our auditor's report thereon. The above stated reports are expected to be made available to us
after the date of this auditor's report.
Our opinion on the Ind AS financial statements does not cover the other information and we will not express any form
of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information identified
above when it becomes available and, in doing so, consider whether the other information is materially inconsistent
with the financial statements or our knowledge When we read the above report, if we conclude that there is a material
misstatement therein, we are required to communicate the matter to those charged with governance.
Management's Responsibility for the Ind AS Financial Statements
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the
preparation of these Ind AS financial statements that give a true and fair view of the financial position, financial
performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind
AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of
adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company
and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and
35th Annual Report 2020-2021
80
completeness of the accounting records, relevant to the preparation and presentation of the Ind AS financial statements
that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the Ind AS financial statements, management is responsible for assessing the Company's ability to continue
as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic
alternative but to do so.
The Board of Directors is also responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the Ind AS Financial Statements
Our objectives are to obtain reasonable assurance about whether the Ind AS financial statements as a whole are free
from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these Ind AS financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism
throughout the audit. We also:
● Identify and assess the risks of material misstatement of the Ind AS financial statements, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
● Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)(I) of the Companies Act, 2013, we are also responsible for
expressing our opinion on whether the company has adequate internal financial controls system in place and the
operating effectiveness of such controls.
● Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.
● Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor's report to the related disclosures in the Ind AS financial
statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the
Company to cease to continue as a going concern.
● Evaluate the overall presentation, structure and content of the Ind AS financial statements, including the
disclosures, and whether the Ind AS financial statements represent the underlying transactions and events in a
manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the Ind AS financial statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably knowledgeable user of the Ind AS financial statements may be
influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in
evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Ind AS financial
statements.
35th Annual Report 2020-2021
81
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we identify during
our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the Ind AS financial statements of the current period and are therefore the key audit matters.
We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter
or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report
because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits
of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2016 (“the Order”), issued by the Central Government of
India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the “Annexure A” a
statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2. As required by Section 143(3) of the Act, we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit of the aforesaid Ind AS financial statements.
b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid Ind AS
financial statements have been kept by the Company so far as it appears from our examination of those books.
c) The company does not have any branches. Hence, the provisions of section 143(3)(c) is not applicable.
d) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Statement of
Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the books of
account.
e) In our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting Standards specified
under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
f) In our opinion, there are no financial transactions or matters which have any adverse effect on the functioning
of the company.
g) On the basis of the written representations received from the directors as on March 31, 2021 taken on record
by the Board of Directors, none of the directors is disqualified as on March 31, 2021 from being appointed as a
director in terms of Section 164 (2) of the Act.
h) There is no adverse remark relating to the maintenance of accounts and other matters connected therewith.
i) With respect to adequacy of internal financial controls over financial reporting of the Company and the
operating effectiveness of such controls, refer to our separate report in “Annexure B”
j) In our opinion and to the best of our information and according to the explanations given to us, we report as
under with respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to
the explanations given to us:
(i) The Company has disclosed the impact of pending litigations on its financial position as referred to Note 38
to the Ind AS financial statement.
35th Annual Report 2020-2021
82
(ii) The Company did not have any long-term contracts including derivative contracts; as such the question of
commenting on any material foreseeable losses thereon does not arise.
(iii) There has been no delay in transferring amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company.
3. With respect to the other matters to be included in the Auditor's Report in accordance with the
requirements of section 197(16) of the Act, as amended:
In our opinion and to the best of our information and according to the explanations given to us, the remuneration
paid by the company to its directors during the year is in accordance with the provisions of section 197 of the Act.
For GMJ & Co
Chartered Accountants
(FRN: 103429W)
sd/-
(CA Sanjeev Maheshwari)
Partner
M. No.: 038755
UDIN: 200387 55AAAA Bz3753 Place : Mumbai
Date : May 26, 2021
35th Annual Report 2020-2021
83
Re: APOLLO FINVEST (INDIA) LIMITED
Annexure 'A' to the Independent Auditors' Report
(Referred to in paragraph 1 under 'Report on Other Legal and Regulatory Requirements' section of
our report of even date)
(i) (a) The company has maintained proper records showing full particulars including quantitative details and situation
of its Property, Plant and Equipment.
(b) The Company has a regular programme of physical verification of its Property, Plant and Equipment by which
Property, Plant and Equipment are verified in a phased manner over a period of three years. In accordance with
this programme, certain Property, Plant and Equipment were verified during the year and no material
discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is
reasonable having regard to the size of the Company and the nature of its assets.
(c) According to the information and explanations given to us, the title deeds of immovable properties are held in
the name of the Company.
(ii) The Company is in the business of providing Non-Banking Financial Services and consequently, does not hold any
inventory. Hence the provisions of clause 3(ii) of the Order are not applicable to the Company.
(iii) The Company has not granted loans, secured or unsecured to companies, firms, limited liability partnerships or
other parties covered in the register maintained under Section 189 of the Companies Act, 2013 and hence the
provisions of clause 3(iii) (a),(b) and (c) of the Order are not applicable to the Company.
(iv) According to the information and explanation given to us, the company has not granted any loans or made any
investments, or provided any guarantees or security to the parties covered under section 185 of the Companies Act,
2013. The Company has complied with the provisions of section 186 of the Act to the extent applicable.
(v) The company has not accepted deposits, therefore the directives issued by the Reserve Bank of India and the
provisions of sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed
there under are not applicable to the Company. Hence the provisions of clause 3(v) of the Order are not applicable
to the Company.
(vi) The Central Government of India has not prescribed the maintenance of cost records under subsection (1) of
Section 148 of the Companies Act, 2013 for any of the activities of the Company.
(vii) (a) According to the information and explanation given to us and on the basis of our examination of records of the
Company, the company is generally regular in depositing undisputed statutory dues including provident fund,
employees' state insurance, income-tax, sales-tax, goods and service tax, service tax, duty of customs, duty of
excise, value added tax, cess and any other statutory dues to the appropriate authorities.
There are no outstanding dues as on the last day of the financial year for a period of more than six months
from the date they became payable.
(b) According to the information and explanations given to us, there are no dues of duty of customs , sales tax,
goods and service tax, duty of excise, service tax and value added tax which have not been deposited with the
appropriate authorities on account of any dispute, except-
Sr. no. Name of Nature of Amount Period to which Forum where dispute
the Statute the Dues (Rs. In Lakhs) the amount relates is pending
1 Income Tax Act, 1961 Income Tax 13.22 A.Y.2005-06 CIT (Appeal)
35th Annual Report 2020-2021
84
(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted
in repayment of dues to banks during the year under audit. There are no dues to Financial Institution,
Government and the Company has not issued any debentures.
(ix) The Company did not raised any money by way of initial public offer or further public offer (including debt
instruments) and term loan during the year, hence the provisions of clause 3 (ix) of the Order is not applicable
to the Company.
(x) According to the information and explanations given to us, no material fraud by the Company or on the
Company by its officers or employees has been noticed or reported during the course of our audit.
(xi) The Company has paid or provided managerial remuneration in accordance with the requisite approvals
mandated by the provisions of section 197 read with schedule V to the Companies Act, 2013.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi
company. Hence the provisions of clause 3(xii) of the Order are not applicable to the Company.
(xiii) According to the information and explanation given to us and based on our examination of the record of the
company, transaction with the related parties are in accordance with the section 177 and 188 of the Companies
Act, 2013 where applicable and details of such transactions have been disclosed in the financial statement as
required by the applicable Accounting Standards.
(xiv) During the year, the Company has not made any preferential allotment or private placement of shares or fully
or partly convertible debentures and hence reporting under clause 3(xiv) of the Order is not applicable to the
Company.
(xv) According to the information and explanations given to us, during the year the Company has not entered into
any non-cash transactions with its Directors or persons connected to its Directors, hence the provisions of
clause 3(xv) are not applicable to the Company.
(xvi) The Company is registered under section 45-IA of Reserve Bank of India Act, 1934.
For GMJ & Co
Chartered Accountants
(FRN: 103429W)
sd/-
(CA Sanjeev Maheshwari)
Partner
M. No.: 038755
UDIN: 200387 55AAAA BZ3753 Place : Mumbai
Date : May 26, 2021
35th Annual Report 2020-2021
85
Re: APOLLO FINVEST (INDIA) LIMITED
Annexure 'B' to the Independent Auditors' Report
(Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (“the Act”))
We have audited the internal financial controls over financial reporting of “Apollo Finvest (India) Limited” ("the
Company") as of March 31, 2021 in conjunction with our audit of the Ind AS financial statements of the Company for the
year ended on that date.
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing and maintaining internal financial controls based on the
internal control over financial reporting criteria established by the Company considering the essential components of
internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by
the Institute of Chartered Accountants of India ('ICAI'). These responsibilities include the design, implementation and
maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient
conduct of its business, including adherence to company's policies, the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of
reliable financial information, as required under the Companies Act, 2013.
Auditors' Responsibility
Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based
on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over
Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed
under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both
applicable to an audit of Internal Financial Controls and both issued by the Institute of Chartered Accountants of India.
Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the
audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was
established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls
system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial
reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk
that a material weakness exists and testing and evaluating the design and operating effectiveness of internal control
based on the assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the
risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion on the Company's internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company's internal financial control over financial reporting
includes those policies and procedures that
(1) Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company;
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86
(2) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the
company are being made only in accordance with authorizations of management and directors of the company;
and
(3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or
disposition of the company's assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of
collusion or improper management override of controls, material misstatements due to error or fraud may occur and
not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future
periods are subject to the risk that the internal financial control over financial reporting may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial
reporting and such internal financial controls over financial reporting were operating effectively as at March 31,2021,
based on the internal control over financial reporting criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial
Reporting issued by the Institute of Chartered Accountants of India.
For GMJ & Co
Chartered Accountants
(FRN: 103429W)
sd/-
(CA Sanjeev Maheshwari)
Partner
M. No.: 038755
UDIN: 200387 55AAAA BZ3753 Place : Mumbai
Date : May 26, 2021
35th Annual Report 2020-2021
87
Particulars Notes March 31, 2021 March 31, 2020
ASSETS Financial Assets
(a) Cash and Cash Equivalents 4 38,765,372 14,921,853